By Chukwuma Umeorah
Minority shareholders of Tourist Company of Nigeria Plc (TCN) have commended the Securities and Exchange Commission (SEC) for its sustained regulatory oversight of the company, while calling for a fair resolution to the prolonged ownership and governance dispute.
The shareholders, numbering over 4,000, attributed the lingering deadlock to the failure of the Alex Ibru group to complete the buyout of Ikeja Hotel Plc. They said prolonged family disputes and boardroom disagreements had for years denied them returns on their investment, with no dividend paid for a long period until the SEC intervened seven years ago.
According to them, the Commission’s intervention halted “the spiralling loss, and lack of accountability before this intervention, which was welcomed by the minority shareholders.”
In a statement signed by Dr. Olatunde Okelana, DFIJP, a shareholder of Ikeja Hotel Plc and Chairman of the Zonal Shareholders Mobilisation Committee for Annual General Meetings, the group noted that even though the Alex Ibru group now controled over 80 per cent equity in TCN, the company still had 4,991 shareholders and retains its public company status.
“If the Alex Ibru group desires sole control of TCN, the proper and responsible course of action is to make an open and fair offer to buy out the remaining shareholders and take the Company private, just as 11 Hospitality Limited did with Capital Hotels Plc and in line with the SEC directives,” they said.
They criticised what they described as the majority shareholder’s disregard for other stakeholders, noting that Ikeja Hotel Plc, a publicly listed company, has a N36 billion shareholder loan extended to TCN. This loan, they said, was funded by the investing public in Ikeja Hotel and represented on TCN’s board by Anthony Idigbe, SAN, and Abatcha Bulama.
“They seem to overlook the fact that Ikeja Hotel Plc is a publicly listed and regulated entity, whose equity investment and substantial shareholder loan to TCN must be disclosed under the listing rules of the Nigerian Exchange Ltd and are subject to oversight by both the Nigerian Exchange and the Securities and Exchange Commission (SEC),” the statement said.
The shareholders also faulted the suit filed by the Alex Ibru group challenging the SEC’s findings and directives following a Deloitte forensic investigation.
“SEC Findings and Directives of June 27, 2025, on the Deloitte forensic investigation were a natural outcome of the SEC regulatory process. It amounts to an abuse of process for a party that has fully participated in a regulatory process to resort to court challenging the existence of the process,” they stated.
They defended the independence of the current board chairman, describing him as a “professional, corporate governance expert and learned silk delivering on his mandate from the SEC to break the management deadlock and restore the companies to profitability and corporate governance best practice.”
The statement added, “Indeed, Nigerian law requires that 30 per cent of the board be independent non-executive directors, and in some countries, the requirement is that they be the majority. The reason is to prevent the owner mentality which the Oma/RFC/Alex Ibru group have betrayed. It is imperative to highlight that majority shareholding does not empower such shareholders to take control of the Board to the exclusion of the minority.”
They also noted that in the suit Omamo Investments Corporation v. TCN & Ors (FHC/L/CS/260/2023), the names of Chief Anthony Idigbe and the company secretary, PUNUKA Nominees Ltd, were struck out for lack of reasonable cause of action. Chief Idigbe, they said, “strongly disclaims the allegation of demanding a payout running into hundreds of millions of naira and is advised to take necessary steps to preserve his name and legacy.”
Reiterating their call for the Alex Ibru group to make a fair offer if it sought sole control of TCN, they cautioned that attempts to sideline minority shareholders “will not work.”
“This current approach is more reflective of an investor attempting to punch above its financial and operational capacity, while risking the long-term viability of a national hospitality asset that they appear ill-prepared to adequately fund or revive. Nonetheless, the minority shareholders thank the SEC for its principled stance and ongoing efforts to protect shareholder interests in TCN and urge the Commission to continue its oversight until proper corporate governance and shareholder equity are fully restored,” the statement added.
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